Canada Tech Darling Shopify Fuels Fear of US Move With Filing Change
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(Bloomberg) — E-commerce platform Shopify Inc. listed a New York headquarters in a US regulatory filing for the first time, stoking speculation about a US move amid anxiety in Canada about capital flight south of the border.
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The Ottawa-founded company filed a 10-K annual report on Feb. 11 to the US Securities and Exchange Commission that mentions New York as a “principal executive office” alongside its Canadian address.
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Shopify filed the domestic issuer 10-K instead of the foreign issuer 40-F form, analysts at TD Securities Inc. said in a note. They highlighted that the form contains a US employer identification number, a “key consideration” for FTSE Russell and other significant US index providers.
Shopify also reordered how it reported segmented assets, “which flips the geographic breakdown” from majority Canadian to majority US.
“Since the country with the majority of assets is now the US and that matches the HQ, we expect that SHOP will be eligible for inclusion in the US indices at the next annual review in June,” the note added.
“Shopify operates on the internet, everywhere — we’re a global company,” a company spokesperson said by email. “We chose to voluntarily file certain SEC forms, such as a 10-K, in order to align our disclosures more closely with other software peers we believe our investors are familiar with.”
Shopify is the Toronto Stock Exchange’s best performing equity over the past decade, and has always been dual-listed on the New York Stock Exchange. The stock already enjoys average higher trading volumes in the US.
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At the top of its press releases, the company describes its location as “Internet, Everywhere.”
The filing change, first reported by the Financial Post newspaper, comes amid a fierce debate in Canada over capital drift to the US, stoked by President Donald Trump’s protectionist “America First” policy agenda.
On Monday, Montreal-based trucking company TFI International Inc. abandoned a decision to move its legal headquarters to the US after shareholder backlash. But Toronto’s Allied Gold Corp. is applying to list on the NYSE, while Barrick Gold Corp. is considering moving its headquarters to New York, it told Canada’s Globe and Mail newspaper.
“This has become an existential crisis for Canada as this is likely only the beginning of the migration south,” the TD analysts said. “It is time for Canadian officials to wake up and fight back to defend against the company migration to the US – this is Defcon 1 for the country that just celebrated its 65th year with a red maple leaf in the middle of its flag.”
Company domicile is also an issue in the contest to replace Prime Minister Justin Trudeau, who announced his resignation in January. One of his would-be successors to lead the ruling Liberal Party, former central banker Mark Carney, was attacked by the opposition Conservatives for his board role at Brookfield Asset Management Ltd., which announced in late 2024 it would move its head office to New York from Toronto to gain access to US indexes.
Carney resigned that role and others, including his chairmanship of Bloomberg Inc., in January.
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